This paper was written, to a large extent, from telephone and "in-person" interviews held with workplace ESL instructional program directors, teacher trainers, curriculum writers, teachers, and consultants in 1995 and 1996. For their willingness to speak openly, comprehensively, and thoughtfully, thanks are due to Inaam Mansoor and Kathleen Reich of the Arlington Education and Employment Program, VA; Robin Schrage of Fairfax County Adult Education, VA; Linda Hellman of the Pima County Adult Education Program, AZ; Kay Taggart of El Paso Community College, TX; Richard Jones of United Auto Workers-General Motors (UAW-GM) Human Resources, Auburn Hills, MI; Debora Buxton and Sylvana Vasconcelos of the Consortium for Worker Education, NY; Margaret Boyter-Escalona of the Chicago Teachers Center of Northeastern Illinois University; Linda Mrowicki of The Center, Des Plaines, IL; Marji Knowles of San Diego Community College, CA; Audrey Epstein of StorageTek, Denver, CO; Anne Lomperis of Language Training Consultants, Rockville, MD; Deborah Kennedy of Language at Work, Washington, DC; Faith Hayflich of LinguaTec, San Jose, CA; Roselynn Cacy of the Anchorage Literacy Council, AK; Violet Hutchins of the San Fernando Literacy Council, CA; and Jose González of the Spanish Education and Development Center, Washington, DC. Thanks are also due to Allene Grognet, Judy Jameson, Fran Keenan, and Carol Van Duzer of the Center for Applied Linguistics who read earlier versions of this paper and made very helpful comments, and to Toya Lynch and MaryAnn Cunningham Florez for their administrative and editorial assistance. This work was supported, in part, by a grant from the Andrew Mellon Foundation for the Project in Adult Immigrant Education, by the U.S. Department of Education, Office of Vocational and Adult Education (grant NO. RR93002010), and by the National Institute for Literacy. The findings and opinions expressed here do not necessarily reflect the position or policies of the Mellon Foundation, the U.S. Department of Education, or the National Institute for Literacy.